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Note 14 - Legal Proceedings
12 Months Ended
Dec. 31, 2025
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

NOTE 14. LEGAL PROCEEDINGS

 

As of 12/31/2025, the Fund was engaged in multiple legal proceedings as described below.

 

VestedCap v. IntraOp Medical Corp., et. al.

 

On September 5, 2023, VestedCap, LLC (“VestedCap”) filed a complaint in Superior Court for the State of California.  The case is venued in Santa Clara County (Case No. 23-CV-422238.)  As originally filed, the lawsuit asserted claims against one of the Fund’s portfolio companies, IntraOp Medical Corporation. VestedCap also named Kevin Landis as a co-defendant. In the original complaint, VestedCap asserted claims for breach of contract, fraud and deceit, conversion, unjust enrichment, and judicial foreclosure.  IntraOp and Kevin Landis denied all claims against them.

 

On January 22, 2025, VestedCap ame

nded its complaint and added the Fund as an additional co-defendant. In the amended complaint, VestedCap has asserted the following claims against the Fund:  wire fraud, violations of the RICO Act, fraud and deceit, conversion, and declaratory relief.  VestedCap has also asserted that the Fund is the alter ego of co-defendants IntraOp Medical Corporation and Kevin Landis and therefore should be a party to the case.  On January 16, 2026, VestedCap filed a Second Amended Complaint.  The Second Amended Complaint asserts no new causes of action but does contain revised factual allegations in connection with the previously asserted fraud claims.

 

The Fund believes that the allegations in the operative complaint lack merit and has filed an answer denying all wrongdoing.  The Fund intends to vigorously defend itself.  The parties have exchanged documents and written discovery responses.  Some depositions have been taken and others will occur during March and April 2026.  The case has not been set for trial but the Court has scheduled a trial setting conference for late- April 2026.  A trial in 2027 is expected.

 

Star Equity Fund L.P. v. Firsthand Capital Management, Inc., et al.

 

On February 28, 2025, Star Equity Fund, L.P., an investor in Firsthand Technology Value Fund, filed a lawsuit against the Fund, Firsthand Capital Management Company, and various individual defendants.  The lawsuit asserts derivative claims on behalf of the Fund.  Specifically, it asserts counts against the Management Company for alleged violations of Section 10(b) of the Securities Exchange Act of 1934; (II) violations of Section 20(a) of the Securities Exchange Act of 1934; (III) breach of fiduciary duties; (V) appointment of a receiver; and (VI) aiding and abetting breaches of fiduciary duties.  Star Equity has also asserted a direct cause of action against the Management Company (Count IV) as a purported third-party beneficiary of the management agreement between the Management Company and the Fund.  The Fund and the Management Company deny all allegations of wrongdoing.

 

On September 18, 2025, the Fund and the Management Company filed motions to dismiss Star Equity’s Complaint.  In response, Star Equity voluntarily dismissed its direct and derivative breach of fiduciary duty claim, its direct and derivative breach of contract claim, and its aiding and abetting the breach of fiduciary duty claim. The dismissals were without prejudice and the claims may be re-filed. The other asserted claims remain subject to the pending motion to dismiss.  That motion will likely be decided in March or April 2026.